The SEC just said buybacks aren't a promise of profit. If the thing actually works. For years, the one question that hung over every token that uses revenue to buy itself back is does that make it a security? The logic went like this. If a protocol promises to use its income to buy its own token, holders are expecting a profit from someone else's efforts, which is the textbook definition of an investment contract. Today, the SEC's Corporation Finance staff answered it. If a crypto system is functional, announcing a buyback is not a promise of managerial effort. If it isn't functional and the buyback is pitched as a yield, it could be. Think of a toll bridge. If it's already open and it uses the tolls drivers pay to buy back its own tokens, nobody is managing your investment; the bridge is just being used. If someone asks you for money today, promising to build a bridge and share the future tolls with you, that's a promise, and promises are what securities law is for. The same FAQ says that once a system works, maintaining it, upgrading it or funding its development isn't "management" either. And if a working system has no central party, nothing its creators say later can turn it back into an investment contract. This matters because it separates two kinds of tokens. Some get paid by a machine that already runs: Hyperliquid's fund buys hyperliquid:native with trading fees, and Uniswap holders claim fees by burning ethereum:0x1f9840a85d5af5bf1d1762f925bdaddc4201f984. Others are paid in promises. The regulator just drew its line in the same place. Two caveats. This is staff guidance, not a rule, and it has no legal force; a future SEC can revisit it. And it only covers buybacks. A protocol that pays its stakers directly from a treasury is asking a different question, one this FAQ doesn't answer. Congress couldn't pass a bill. The SEC is building the regime anyway: an interpretive release in March, a proposed rule in August, and now this. Read the FAQ: https://t.co/vdbq2lKWko Observations, not advice.
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